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Re: suissac post# 51411

Monday, 06/07/2021 4:04:49 PM

Monday, June 07, 2021 4:04:49 PM

Post# of 53158
Any idea if sos california would confirm via rogue phone caller that sgmd's lemon glow acquisition is good to go? I'd think Jimmy would follow up with update if he had confirmation..

"On May 20, 2021, the Company received a notification from Secretary of State of the State of California stating that the Company’s May 14, 2021 Certificate of Merger filing had been rejected due to certain technical deficiencies in the filing.



Pursuant to the terms of the Merger Agreement, the Merger is consummated at the time when the Certificate of Merger is duly filed with the Secretary of State of California. Since this filing was rejected, the Merger was not consummated.



On May 24, 2021, the parties to the Merger Agreement entered into an Amendment to the Merger Agreement, which contained certain immaterial amendments to the original Merger Agreement in response to the comments from the Secretary of State of California received by the Company in connection with its original Certificate of Merger filing on May 14, 2021. On May 25, 2021, the Company re-filed with the Secretary of State of California for the Closing of the Merger.



"If the Secretary of State of California accepts the filing, the Effective Time of the Merger will be May 25, 2021, and the Merger shall be effective as of that date. However, there is no guarantee that the Secretary of State of California will accept this filing. As of the date of this Current Report on Form 8-K, the Company has not received any confirmation of the status of this filing from the Secretary of State of California. However, for purposes of this Current on Form 8-K, the Company has assumed the Effective Time of the Merger is May 25, 2021, and the Merger was consummated as of that date."